GENERAL CONTRACTUAL TERMS AND CONDITIONS FOR THE PROVISION OF SERVICES BY ELECTRONIC MEANS
Date of last update: 11.10.2021
§1. Subject matter of the General Contractual Terms and Conditions
- The General Contractual Terms and Conditions (hereinafter referred to as the GCTC) define the principles of electronic services provided by CO3 to the Users (collectively referred to as the Parties) on the Platform made available to them.
- The GCTC shall apply to all services provided by CO3 through the Platform, provided that the provisions of any additional agreements concluded between the Parties, if any, shall apply in the first instance.
- A User within the meaning of the GCTC may be only an entrepreneur – legal person, other organizational unit having legal capacity and capacity to perform legal acts or a natural person running a business activity – after accepting the GCTC and registering an account on the Platform.
The terms used in the GCTC have the following meaning:
- Administrator – a User who is a User Entrepreneur or a User appointed by such an entity, who may grant other Users rights to use Services or one of them on behalf of and for the benefit of the User Entrepreneur;
- CO3 – CO3 Spółka z ograniczoną odpowiedzialnością (Limited liability company) with its registered office in Bielany Wrocławskie (55-040), ul. Irysowa 1, NIP: 8961583248, for which the District Court for Wrocław Fabryczna in Wrocław, VI Commercial Division of the National Court Register maintains registration files in the Register of Entrepreneurs under the KRS number: 0000764323; e-mail: email@example.com providing services of telematic systems integration and data exchange within the Platform.
- Telematic Service Provider (GPS) – an entity providing telematic services in road transport for the User consisting in registering and exchanging geolocation information;
- Geolocation Data – information about the GPS location of the User’s vehicle, the registration number of the vehicle being located and the ignition status (if that status is available);
- Password – means a sequence of signs or API key used to identify the User during logging.
- Company Account – the account of a User Entrepreneur, being the main account on the Platform to which the User Entrepreneur’s Users are assigned;
- Login – means an e-mail address or other unique identifier used to identify the User on the Platform;
- Monitoring – collecting and transmitting to the indicated entities of Geolocation Data of the User’s vehicle, using the Monitoring Device or GPS signal, within the Platform Services;
- Technology Partner – an entrepreneur who is a User and who integrates its application with the Platform in accordance with the arrangements made with CO3, entitled to verify by CO3 API the fact of registration of a given User Entrepreneur on the Platform and to whom the User Entrepreneur may grant access to its Geolocation Data collected in the data repository within the Data Storage Service;
- Platform – an ICT system by means of which CO3 provides services by electronic means, described in these GCTC, available at the Internet address: www.co3.eu;
- Services – means services provided within the Platform by electronic means, pursuant to Article 2(4) of the Act of 18 July 2002 on rendering services by electronic means (consolidated text, Journal of Laws of 2019, item 123, as amended), by CO3 for the benefit of the Users on the principles described in the GCTC;
- Time Monitoring Service – a service provided by CO³ as part of the Platform that allows access to Monitoring of vehicles performing transportation at a predetermined time (within 24-hour time slots);
- Communication Service – a service provided by CO³ within the Platform consisting of the generating and sending of messages relating to the User’s vehicle with the possibility of generating a report relating to that vehicle;
- Tour Monitoring Service – a service provided by CO³ within the Platform that includes Monitoring of estimated time of vehicle arrival (ETA) , individual route segments, and geofencing (information about entry, exit, or time of stay in a predefined zone);
- Real-Time Monitoring Service – a service provided by CO³ within the Platform that includes all elements of the Real-Time Tour Monitoring Service along with automatic email notifications;
- Data Storage Service – a service provided by CO³ within the Platform consisting in storing data (in particular Vehicle Geolocation Data) and making it available;
- Reporting Service – a service provided by the CO³ within the Platform consisting in compiling data collected within the Platform according to specified criteria and making it available in the form of reports;
- Permanent Monitoring Service – a service provided by CO³ within the Platform consisting in long-term and continuous Monitoring of vehicles performing transportation;
- Search Carrier and Vehicle – a service provided by CO³ within the Platform consisting in enabling a search on the Platform for information about Users who are carriers, according to available criteria;
- Monitoring Device – vehicle telematics, application on the User’s phone or device added to the vehicle or goods, collecting and transmitting Geolocation Data of the User’s vehicle;
- User – any entity that uses the Platform after accepting the GCTC;
- End User – a natural person for whom CO3 creates an account on the Platform assigned to one or more Users Entrepreneurs;
- User Entrepreneur – a User conducting business activity and holding a Company Account on the Platform.
§3. Scope of Services
- CO³ provides telematics systems integrator services within the Platform. The purpose of the Platform is to aggregate telematics signals from Telematic Service Providers (GPS), to share data about Platform Users in order to establish cooperation between participants of logistic processes registered on the Platform and to support management of vehicle fleet of transport companies.
- Particularly, CO3 services under the Platform include or may include:
- Search Carrier and Vehicle Service,
- Permanent Monitoring Service,
- Time Monitoring Service,
- Tour Monitoring Service,
- Real-Time Monitoring Service,
- Communication Services,
- Reporting Services,
- Data Storage Service.
§4. Implementation of Services
- CO3 makes the Platform available to the Users in a manner enabling the provision of Services.
- CO3 performs Services with due diligence, taking into account the professional nature of conducted business activity.
- In order to perform the Services, CO3 collects and records Geolocation Data of the User’s vehicles and devices from the Monitoring Devices made available to it by then User and makes the data available on the basis of the User’s consent.
- The User undertakes to cooperate with CO3 to the extent necessary for the proper performance of Services by CO³. As part of the obligation to cooperate, the User is in particular obliged to keep CO3 informed on a regular basis of any changes of the User’s identification data and to submit comments and conclusions regarding the correctness of the Platform’s operation.
- CO3 is entitled to entrust the performance of works under the Services to subcontractors.
§5. Registration of the User’s account
- Each User is obliged to accept the GCTC before using the Platform, by concluding an agreement with CO3 to provide services electronically or in the process of logging in to the Platform, as well as in the event of changes to the GCTC.
- For the User Entrepreneur CO3 creates a Company Account, which requires the conclusion of an agreement with CO3 for the provision of services electronically, in accordance with the terms and conditions of these GCTC and the provision of identification data in the form of: company registration data (company, registered office address, VAT identification number) as well as electronic addresses and telephone number.
- Creating an account for the End User is done only by providing CO3 by the User Entrepreneur with the identification data of the End User (first and last name and e-mail address) via e-mail to the address firstname.lastname@example.org. Upon receipt of the data referred to in the preceding sentence, CO3 shall immediately create an account of the End User.
- After creating any of the accounts referred to in sections 2 and 3 of this paragraph above, the User shall receive a message to the e-mail address provided with an activation link, after clicking on which the User shall set the Password.
- In order to use the Services provided through the Platform, the End User must obtain from the relevant Administrator the right to use the Services or one of them on behalf of and for the benefit of the User Entrepreneur.
- Registration of the User’s account implies consent to the sharing of the User’s Entrepreneur identification data with other Users of the Platform.
§6. Use of the Platform by the User
- The User is obliged to use the Platform in a manner consistent with its intended use, which does not adversely affect the Platform, which does not cause any disruption to its operation, and which is in accordance with the law and good conduct.
- The User, if the carrier of their choice is not integrated with the Platform, provides CO3 with the carrier’s identification data (company name, name and surname of contact person, e-mail address and telephone number) in order to invite that carrier to register on the Platform.
- Along with receiving the carrier’s identification data, CO3 shall use reasonable efforts to integrate the carrier in question into the Platform and shall create a User account for that carrier of which it shall immediately inform such carrier. The Carrier for whom an account has been created may refuse to integrate with the Platform and request that his/her data be deleted.
- It is forbidden to transfer the Login and Password by the User to third parties. In case of unauthorized use of the User’s account, the CO³ reserves the right to block it. CO3 shall not be liable for consequences resulting from unauthorized use of the User’s Login and Password.
- The User is solely responsible for all content posted within the User’s account on the Platform.
- CO³ has no obligation to monitor User content. In all cases, however, CO3 reserves the right to remove or prevent access to any User’s content that violates the provisions of law or the provisions of the GCTC.
- It is forbidden for the User to publish on the Platform any content that:
- is unlawful or has the purpose of committing or encouraging an unlawful act, including the infringement of intellectual property rights of CO3 or third parties;
- contain harmful content such as malware, Trojan horses or viruses, or otherwise impede other users’ access to the Platform;
- is associated with the sending of unsolicited messages or spam;
- contain commercial information or advertising.
- The End User may be authorised to use the Services or one of them for and on behalf of any number of Users Entrepreneurs. Prior to using a particular Service, such User shall be required to select the User Entrepreneur on whose behalf he/she will act.
- The competent Administrator may at any time, with immediate effect, revoke the User’s right to use the Services or one of them on behalf of and for the benefit of the User Entrepreneur.
- At any time after the registration of an account on the Platform, the User is entitled to terminate the use of the Platform and send a request to CO3 to close the User’s account. The termination of using the Platform and closing the account shall occur after the termination of provision of the Services currently active.
§7. Search Carrier and Vehicle Service
- The Platform allows each User to check whether any of their subcontractors (carriers) is already registered on the Platform.
- The search is possible by registration numbers (including country code) or VAT number (including country code). The above search criteria can only be used separately, which means that only the company of a particular carrier or its vehicle can be checked in a given search.
- CO³ is authorized to make the Search Carrier and Vehicle Service available outside of the Platform on a dedicated website that will be accessible to anyone interested in searching for a carrier and using the Platform services.
§ 8. Monitoring Services
- Use of any of the Monitoring Services, i.e.
- Permanent Monitoring,
- Time Monitoring,
- Tour Monitoring,
- Real-Time Monitoring- requires the User to provide the name and contact to the Telematic Service Provider that the User is using, and the User must then grant permission to the Telematic Service Provider to access its vehicle information to CO³. If the User has indicated the Telematic Service Provider with which the Platform is not integrated, the User is required to immediately inform CO³ of this fact. In addition, the User must notify its Telematic Service Provider of its will to integrate with the Platform and must use due diligence to integrate the Telematic Services Provider with the Platform.
- After logging in to the Telematic Service Provider’s system, the User indicates which vehicle registration numbers correspond to which devices which will be subject to the Monitoring.
- The User who has a given vehicle may start the Monitoring referred to in this paragraph at any time.
- The User who has a given vehicle may, without giving a reason, resign from any of the Monitoring Services at any time with immediate effect.
- The User shall be informed of the commencement and termination of the Monitoring Services of a specific vehicle or transportation by means of an appropriate notification within the Platform.
- Sharing the Geolocation Data of vehicles with other Users as part of the Monitoring Services is always based on the consent of the User who has a given vehicle. Such consent may be a one-time consent in response to a Monitoring Request or a long-term consent for all transports of the User.
- The User may make the Monitoring of his/her vehicles as part of the Monitoring Services available to third parties. For this purpose, the User must provide the e-mail address of the entity to whose he/she wants to make the Monitoring available.
§9. Communication Service
- The User may use the Communication Service at the same time as beginning to use any of the Monitoring Services described in the preceding paragraph.
- The Communication Service may be provided by sending e-mail messages, within the framework of the Platform’s system messages and within the framework of the User’s application integrated with the Platform.
§10. Reporting Service
- After using the services: Communication Service or one of the Monitoring Services and generating an appropriate amount of data in the Platform, CO3 will be able to make the Reporting Service available to the User.
- A report obtained as part of the Reporting Service will be generated based on data including, but not limited to: transportation time and transportation route.
§11. Data Storage Service
- By using the Platform the User may store vehicle data and Geolocation Data and make them available through Platform-supported software provided by Technology Partners, including mobile applications.
- With regard to the data stored by the User, the User will be able to edit the data and control the changes (versioning).
- The User may make his or her data stored on the Platform available to the Technology Partner.
§12. Terms of Payment for Services
- The User’s use of the Platform is partially chargeable. Prices for particular Services are set forth in Annex No.1 to the GCTC entitled Price List for Services. An amendment to Annex No. 1 does not constitute an amendment to the GCTC.
- CO3 reserves the right to make changes to the Price List for Services. Changes in the Price List for Services are effective from the date indicated in the changed Price List for Services, but not earlier than from the date of publication of the changed Price List for Services within the User’s account on the Platform and on the website at www.co3.eu.
- The moment of calculation of the fees for the use of the Platform is considered to be the day of activation of the first Service on the Platform.
- In the event that CO3 does not receive timely and full payment for the use of Services, CO3 may suspend the use of the Platform unless the User makes a full payment within the time limit set by CO3 in a message sent to the User’s e-mail address provided during the registration of the account on the Platform.
- Suspension of use of the Platform due to non-payment may result in the loss of the User’s ability to use and access their account and its content.
- Within 7 (seven) days from the end of the settlement period, depending on the type of Service, CO3 shall issue an invoice for the used Services to the User, payable within 7 days from its delivery to the User.
- The User agrees to receive in electronic form of VAT invoices issued for services provided by CO3.
- CO3 shall notify the User in advance of any changes in the amount charged for the use of the Platform in any settlement period, and in the event of a change in fees, provide the User with the possibility to resign from the use of the Platform in accordance with § 17(4) of the GCTC.
§13. Intellectual Property Rights
All rights to the content, as well as to the software, being a component of the Services, are vested in CO3. They may not be copied, reproduced, distributed, decompressed or modified in any form or by any means without the prior written permission of CO3.
§14. Liability of CO3 for the proper functioning of the Platform
- CO3 is liable to the User for access to the Platform. In particular, CO3 does not guarantee the availability of Geolocation Data and data within the scope of the Services referred to in § 2(2) of the GCTC and the possibility of making this data available to Users in accordance with the GCTC.
- The manner and time when CO3 makes Geolocation Data available to the User may depend on circumstances beyond CO3‘s control, including in particular the manner and speed of Users and Telematic Service Providers.
- CO3 shall not be liable for damages resulting from interruptions in Internet access or interruptions in the provision of Services caused by the default of third parties, in particular resulting from malfunctions of the Telematic Services Providers’ websites. In particular, CO3 shall not be liable for any damage suffered by the User (in the form of both loss and lost profits):
- caused by the lack of continuity of the Services due to reasons attributable to the User or the Telematic Service Provider;
- caused by threats, independent of CO3 or the User, occurring in the Internet;
- caused by the inability to use the Platform, resulting from poor connection quality, incorrect configuration of the User’s software, power network failure or interruptions in Internet delivery;
- caused by force majeure or illegal actions of third parties;
- resulting from the use of the Platform in a manner inconsistent with its intended use or in a manner inconsistent with the GCTC.
- CO3 is not liable for the acts or omissions of Users, including the effectiveness of the process of integrating carriers or vehicles on the Platform, or for any acts or omissions of Telematic Service Providers, including their undertaking of cooperation with CO3.
- Under no circumstances shall CO3 be liable for any lost profits on the part of the User.
- CO3 does not guarantee constant and uninterrupted availability of the Platform. CO3 undertakes to provide access to the Platform at the level of 95% per year.
- CO3 may modify the Platform and its available functions, as well as suspend their operation or add new functions.
- CO3 reserves the right to interrupt access to the Platform in connection with periodic maintenance and upgrades.
- Notwithstanding the foregoing, CO3 shall have the right to discontinue providing the Services at any time if such reasonable request is made to it by an authorized public authority.
- The User and CO3 exclude the application of the provisions on liability under the warranty for physical defects and legal defects of the Platform.
- CO3 and the User cooperate and make every effort to detect, identify and inform each other about possible irregularities in the operation of the Platform.
- In current matters concerning the operation of the Platform, the User may contact CO3 by sending their observations, comments and reports on the quality of the Services to the e-mail address email@example.com.
- Complaints regarding both technical aspects of the functioning of the Platform and other issues related to the Services may be sent by the User to the e-mail address: firstname.lastname@example.org.
- Complaints should be submitted immediately after the occurrence of the problem to which the complaint relates.
- Each complaint should contain a brief description of the problem giving rise to the complaint, the date and time of its occurrence and the User’s designation (including his/her name and surname, name, VAT identification number, e-mail address).
- CO3 shall make reasonable efforts to ensure that complaints are dealt with without undue delay. CO3 shall notify the complainant of the result of the investigation of the complaint via e-mail.
§16. Additional information on Services
- CO3 stipulates that the use of electronically supplied services may involve risks, but not exceeding the standard risks associated with the use of the Internet. Potential risks associated with the use of these Services, as well as the technical measures available to the Users in order to minimise them, are described in the Information on specific risks associated with the use by users of services provided electronically , which constitutes Annex No. 2 hereto.
- In order to use the Services, the User must meet the following technical requirements, necessary to use the Platform:
- access to the Internet,
- an updated version of the following web browsers:
- Windows 8/10 – Edge/IE11/Chrome/Firefox/Opera,
- Mac OS – Safari/Opera,
- GNU/Linux – Chrome/Firefox/Opera,
- iOS 10/9 – Safari/Chrome,
- Android 7/6/5/4.4 – Chrome/Samsung Internet/Android native browser.
- having an e-mail account.
- Use of certain Services also requires:
- the possession of the Monitoring Device by the User and
- enabling CO3 access to the telematic system supporting the Monitoring Device, in order to integrate Services with this telematic system.
§17. Final provisions
- The governing law for the contractual relationship between the Parties resulting from the GCTC, as well as for the GCTC themselves, shall be the Polish law.
- Any disputes shall be submitted to the common court competent for the registered office of CO3.
- CO3 reserves the right to make changes to the GCTC. Changes in the GCTC are valid from the date indicated in the changed GCTC, but not earlier than from the date of publication of the changed GCTC within the User’s account on the Platform and on www.co3.eu.
- Within 7 (seven) days from the effective date of the amended GCTC, the User shall be entitled to submit a statement on the lack of consent to the application of the amended GCTC to him/her. Such a statement should be sent to an e-mail address to be effective: email@example.com. In such a case, it will be tantamount to the User’s resignation from using the Platform.
- If the User continues to use the Platform after the changes to the GCTC have been made, this means that the User accepts the changes to the GCTC.
- The recognition of any provision of the GCTC as illegal shall not affect the effectiveness and validity of the remaining provisions of the GCTC.
- The Annexes are an integral part of the GCTC, the list of which includes:
- Annex No. 1 – Price List for Services,
- Annex No. 2 – Information on special risks related to the use of services provided by electronic means.
- This version of GCTC shall enter into force on 11.10.2021.
Annex No. 1
Price List for Services
Current price list under link www.co3.eu/en/pricing
INFORMATION ON SPECIAL RISKS RELATED TO THE USE OF SERVICES PROVIDED BY ELECTRONIC MEANS
- The use of electronic services may involve risks. The User should take them into account, even though the User uses systems protecting his infrastructure against unauthorized interference from third parties. The main risks associated with using the Internet include:
- malware – including various applications or scripts such as viruses, worms, trojans, keyloggers, dialers;
- spyware ;
- programs that track user’s activities, collect information about the user and send it to the author of the program;
- extortion of confidential personal information (e.g. passwords) by impersonating a trustworthy person or institution (phishing);
- hacking into the user’s ICT system using such hacking tools as exploit and rootkit.
- In order to avoid these risks, the user should provide his computer and other electronic devices that he uses when connecting to the Internet with antivirus software. Such a software shall be kept up to date on a regular basis. Protection against these risks can also be provided by:
- firewall ,
- updating of all software,
- not opening e-mail attachments of unknown origin,
- reading the installation windows of applications, as well as their licenses,
- disable macros in MS Office files of unknown origin,
- regular comprehensive scans of the system with antivirus and antimalware software,
- encryption of data transmission,
- installation of preventive programs (detection and prevention of intrusions),
- use of the original system and applications from a legal source